O'Reilly, CSK Auto merger clears waiting period hurdle

By Lisa Kerner

Charlotte, N.C., April 18 - The Federal Trade Commission granted early termination of the Hart-Scott-Rodino waiting period in the proposed merger of O'Reilly Automotive, Inc. and CSK Auto Corp., it was announced on Friday.

On April 1, O'Reilly said it would acquire CSK Auto in an exchange offer valued at $1.0 billion, including approximately $500 million of debt.

Both auto parts retailers' boards of directors approved the deal, which gives CSK shareholders $11 of O'Reilly common stock, subject to a collar, plus $1 in cash for each share of CSK common stock, a prior news release stated.

The exchange ratio will be based on the average trading price of O'Reilly common stock for a specified time period.

To fund the acquisition and to refinance debt, O'Reilly entered into a commitment for a $1.2 billion asset-based revolving credit facility with Bank of America and Lehman Brothers Inc., the company said.

The transaction's close is conditioned on the successful conclusion of the exchange offer and other customary conditions.

O'Reilly said that once the acquisition is complete, it will be the third-largest national auto parts retailer in the United States.

CSK is based in Phoenix, and O'Reilly is based in Springfield, Mo.

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